TRUEBLUE, INC., 10-Q filed on 7/30/2010
Quarterly Report
Document and Entity Information
Jul. 23, 2010
6 Months Ended
Jun. 25, 2010
Document Type
 
10-Q 
Amendment Flag
 
FALSE 
Document Period End Date
 
06/25/2010 
Document Fiscal Year Focus
 
2010 
Document Fiscal Period Focus
 
Q2 
Trading Symbol
 
TBI 
Entity Registrant Name
 
TrueBlue, Inc. 
Entity Central Index Key
 
0000768899 
Current Fiscal Year End Date
 
12/31 
Entity Filer Category
 
Accelerated Filer 
Entity Common Stock, Shares Outstanding
44,047,308 
 
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $)
In Thousands
Jun. 25, 2010
Dec. 25, 2009
ASSETS
 
 
Current assets:
 
 
Cash and cash equivalents
$ 140,927 
$ 124,377 
Accounts receivable, net of allowance for doubtful accounts of $6.5 and $6.6 million
115,822 
105,246 
Prepaid expenses, deposits and other current assets
8,060 
9,079 
Income tax receivable
3,953 
1,399 
Deferred income taxes
5,181 
7,962 
Total current assets
273,943 
248,063 
Property and equipment, net
55,965 
60,353 
Restricted cash
114,464 
124,012 
Deferred income taxes
6,629 
6,630 
Goodwill
36,960 
36,960 
Intangible assets, net
21,879 
23,241 
Other assets, net
19,619 
18,870 
Total assets
529,459 
518,129 
LIABILITIES AND SHAREHOLDERS' EQUITY
 
 
Current liabilities:
 
 
Accounts payable and other accrued expenses
17,623 
18,029 
Accrued wages and benefits
27,230 
21,728 
Current portion of workers' compensation claims reserve
41,754 
44,775 
Other current liabilities
400 
303 
Total current liabilities
87,007 
84,835 
Workers' compensation claims reserve, less current portion
145,236 
144,726 
Other long-term liabilities
3,025 
3,136 
Total liabilities
235,268 
232,697 
Commitments and contingencies
 
 
Shareholders' equity:
 
 
Preferred stock, $0.131 par value, 20,000 shares authorized; No shares issued and outstanding
Common stock, no par value, 100,000 shares authorized; 44,041 and 43,833 shares issued and outstanding
Accumulated other comprehensive income
2,178 
2,275 
Retained earnings
292,012 
283,156 
Total shareholders' equity
294,191 
285,432 
Total liabilities and shareholders' equity
$ 529,459 
$ 518,129 
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $)
In Millions, except Share data in Thousands and Per Share data
Jun. 25, 2010
Dec. 25, 2009
Accounts receivable, allowance for doubtful accounts
$ 6.5 
$ 6.6 
Preferred stock, par value
0.131 
0.131 
Preferred stock, shares authorized
20,000 
20,000 
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value
Common stock, shares authorized
100,000 
100,000 
Common stock, shares issued
44,041 
43,833 
Common stock, shares outstanding
44,041 
43,833 
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (USD $)
In Thousands, except Per Share data
3 Months Ended
Jun. 25, 2010
6 Months Ended
Jun. 25, 2010
3 Months Ended
Jun. 26, 2009
6 Months Ended
Jun. 26, 2009
Revenue from services
$ 284,804 
$ 524,655 
$ 247,011 
$ 471,425 
Cost of services
208,974 
387,700 
174,181 
335,924 
Gross profit
75,830 
136,955 
72,830 
135,501 
Selling, general and administrative expenses
61,269 
122,484 
63,383 
131,694 
Depreciation and amortization
3,919 
8,014 
4,280 
8,425 
Income (loss) from operations
10,642 
6,457 
5,167 
(4,618)
Interest expense
(426)
(731)
(433)
(531)
Interest and other income
616 
1,249 
1,145 
2,444 
Interest and other income, net
190 
518 
712 
1,913 
Income (loss) before tax benefit
10,832 
6,975 
5,879 
(2,705)
Income tax expense (benefit)
2,911 
1,314 
2,149 
(1,132)
Net income (loss)
7,921 
5,661 
3,730 
(1,573)
Net income (loss) per common share:
 
 
 
 
Basic
0.18 
0.13 
0.09 
(0.04)
Diluted
0.18 
0.13 
0.09 
(0.04)
Weighted average shares outstanding:
 
 
 
 
Basic
43,223 
43,160 
42,836 
42,759 
Diluted
43,502 
43,439 
42,921 
42,759 
CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS (USD $)
In Thousands
6 Months Ended
Jun. 25, 2010
Jun. 26, 2009
Cash flows from operating activities:
 
 
Net income (loss)
$ 5,661 
$ (1,573)
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
 
 
Depreciation and amortization
8,014 
8,425 
Provision for doubtful accounts
4,328 
6,444 
Stock-based compensation
3,915 
4,024 
Deferred income taxes
2,782 
3,561 
Other operating activities
63 
1,181 
Changes in operating assets and liabilities:
 
 
Accounts receivable
(14,904)
(9,490)
Income taxes
(2,450)
7,610 
Other assets
312 
(1,143)
Accounts payable and other accrued expenses
(406)
(4,793)
Accrued wages and benefits
5,514 
(985)
Workers' compensation claims reserve
(2,511)
(5,406)
Other liabilities
167 
(134)
Net cash provided by operating activities
10,485 
7,721 
Cash flows from investing activities:
 
 
Capital expenditures
(2,457)
(7,329)
Change in restricted cash
9,548 
(3,026)
Other
29 
(71)
Net cash provided by (used in) investing activities
7,120 
(10,426)
Cash flows from financing activities:
 
 
Net proceeds from sale of stock through options and employee benefit plans
536 
529 
Common stock repurchases for taxes upon vesting of restricted stock
(1,360)
(749)
Payments on debt
(186)
(207)
Other
61 
(960)
Net cash used in financing activities
(949)
(1,387)
Effect of exchange rates on cash
(106)
(68)
Net change in cash and cash equivalents
16,550 
(4,160)
CASH AND CASH EQUIVALENTS, beginning of period
124,377 
108,102 
CASH AND CASH EQUIVALENTS, end of period
140,927 
103,942 
Supplemental disclosure of cash flow information:
 
 
Cash paid during the period for:
 
 
Interest
524 
431 
Income taxes
$ 419 
$ (11,493)
ACCOUNTING PRINCIPLES AND PRACTICES
ACCOUNTING PRINCIPLES AND PRACTICES

NOTE 1: ACCOUNTING PRINCIPLES AND PRACTICES

The accompanying unaudited condensed consolidated financial statements (“financial statements”) are prepared in accordance with Generally Accepted Accounting Principles (“GAAP”) for interim financial information and rules and regulations of the Securities and Exchange Commission. Accordingly, certain information and footnote disclosures usually found in financial statements prepared in accordance with GAAP have been condensed or omitted. The unaudited financial statements reflect all adjustments, which in the opinion of management are necessary to fairly state the financial position, results of operations and cash flows for the interim periods presented. These financial statements should be read in conjunction with the audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the fiscal year ended December 25, 2009. The same accounting policies are followed for preparing quarterly and annual financial information.

Operating results for the twenty-six weeks ended June 25, 2010 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2010. Additionally, our 2010 fiscal year ending December 31, 2010, will include 53 weeks, with the 53rd week falling in our fourth fiscal quarter.

Reclassifications

Certain amounts in the financial statements for the twenty-six weeks ended June 26, 2009 have been reclassified to conform to the 2010 presentation. These reclassifications had no effect on the operating results of either period.

Subsequent events

We evaluated subsequent events and transactions for potential recognition or disclosure in the financial statements through the day these financial statements were issued.

FAIR VALUE MEASUREMENT
FAIR VALUE MEASUREMENT

NOTE 2: FAIR VALUE MEASUREMENT

The carrying value of our cash and cash equivalents, restricted cash, and accounts receivable approximates fair value due to their short term nature.

Our cash equivalents are classified within Level 1 of the fair value hierarchy. As of June 25, 2010 and December 25, 2009, our Level 1 cash equivalents consisted of money market accounts totaling $101.8 million and $61.7 million, respectively, and were recorded as Cash and cash equivalents in our Condensed Consolidated Balance Sheets. We had no Level 2 or Level 3 investments as of June 25, 2010 or December 25, 2009.

RESTRICTED CASH
RESTRICTED CASH

NOTE 3: RESTRICTED CASH

Restricted cash consists primarily of collateral that has been provided or pledged to insurance carriers and state workers’ compensation programs. Our insurance carriers and certain state workers’ compensation programs require us to collateralize a portion of our workers’ compensation obligation. The collateral typically takes the form of cash and cash-backed instruments. The majority of our collateral is held by Chartis, a subsidiary of American International Group, Inc.

The following is a summary of restricted cash (in millions):

 

     June 25,
2010
   December 25,
2009

Cash collateral held by insurance carriers

   $ 106.0    $ 112.3

Cash-backed letters of credit

     4.1      6.6

Cash-backed surety bonds

     3.0      3.8

Other

     1.4      1.3
             

Total restricted cash

   $ 114.5    $ 124.0
             
PROPERTY AND EQUIPMENT, NET
PROPERTY AND EQUIPMENT, NET

NOTE 4: PROPERTY AND EQUIPMENT, NET

Property and equipment are stated at cost and consist of the following (in millions):

 

     June 25,
2010
    December 25,
2009
 

Buildings and land

   $ 23.6      $ 23.7   

Computers and software

     68.5        66.6   

Cash dispensing machines

     12.2        12.2   

Furniture and equipment

     8.7        8.9   

Construction in progress

     2.4        2.4   
                
     115.4        113.8   

Less accumulated depreciation and amortization

     (59.4     (53.4
                
   $ 56.0      $ 60.4   
                

Construction in progress consists primarily of internally developed software. As of June 25, 2010 and December 25, 2009, capitalized software costs, net of accumulated amortization, were $33.5 million and $35.7 million, respectively, excluding amounts in Construction in progress.

Depreciation and amortization of Property and equipment totaled $3.2 million and $3.5 million for the thirteen weeks ended June 25, 2010 and June 26, 2009, respectively. Depreciation and amortization of Property and equipment totaled $6.6 million and $6.9 million for the twenty-six weeks ended June 25, 2010 and June 26, 2009, respectively.

INTANGIBLE ASSETS
INTANGIBLE ASSETS

NOTE 5: INTANGIBLE ASSETS

The following table presents our purchased intangible assets other than Goodwill (in millions):

 

     June 25, 2010    December 25, 2009
     Gross
Carrying
Amount
   Accumulated
Amortization
    Net
Carrying
Amount
   Gross
Carrying
Amount
   Accumulated
Amortization
    Net
Carrying
Amount

Amortizable intangible assets (1):

               

Customer relationships

   $ 18.0    $ (5.2   $ 12.8    $ 18.0    $ (4.2   $ 13.8

Trade name/trademarks

     3.0      (0.8     2.2      3.0      (0.6     2.4

Non-compete agreements

     2.2      (1.1     1.1      2.3      (1.0     1.3
                                           
   $ 23.2    $ (7.1   $ 16.1    $ 23.3    $ (5.8   $ 17.5
                                           

Indefinite-lived intangible assets:

               

Trade name/trademarks

   $ 5.8    $ —        $ 5.8    $ 5.8    $ —        $ 5.8
                                           

 

(1)

Excludes intangible assets that are fully amortized.

Total amortization expense was $0.7 million and $0.8 million for the thirteen weeks ended June 25, 2010 and June 26, 2009, respectively. Amortization expense was $1.4 million and $1.5 million for the twenty-six weeks ended June 25, 2010 and June 26, 2009, respectively.

Amortization expense of intangible assets for the next five years and thereafter is as follows (in millions):

 

Remainder of 2010

   $ 1.3

2011

     2.7

2012

     2.7

2013

     2.4

2014

     2.3

Thereafter

     4.7
      
   $ 16.1
      
WORKERS' COMPENSATION INSURANCE AND RESERVES
WORKERS' COMPENSATION INSURANCE AND RESERVES

NOTE 6: WORKERS’ COMPENSATION INSURANCE AND RESERVES

We provide workers’ compensation insurance for our temporary and permanent employees. The majority of our current workers’ compensation insurance policies cover claims for a particular event above a $2.0 million deductible limit, on a “per occurrence” basis. This results in our being substantially self-insured. Our workers’ compensation insurance policies are renewed annually. We renewed our coverage with Chartis effective July 1, 2010 for the period July 2010 to July 2011. For all prior periods, we had coverage with Chartis and other insurance providers. However, we have full liability for all further payments on claims that originated between January 2001 and June 2003, without recourse to any third-party insurer as the result of a novation agreement we entered into with Kemper Insurance Company in December 2004.

Our workers’ compensation reserve is established using estimates of the future cost of claims and related expenses that have been reported but not settled, as well as those that have been incurred but not reported. Management evaluates the adequacy of the workers’ compensation reserves in conjunction with an independent quarterly actuarial assessment. Changes in the self-insurance reserve estimates are reflected in the income statement in the period when the changes in estimates are made.

Our workers’ compensation reserve for claims below the deductible limit is discounted to its estimated net present value using discount rates based on average returns of “risk-free” U.S. Treasury instruments available during the year in which the liability was incurred. At June 25, 2010, the weighted average rate was 3.7%. The claim payments are made over a weighted average period of approximately 6.0 years.

Our workers’ compensation reserves include estimated expenses related to claims above our deductible limits (“excess claims”), and a corresponding receivable for the insurance coverage on excess claims based on the contractual policy agreements we have with the insurance carriers. We discount this reserve and corresponding receivable to its estimated net present value using the discount rates based on average returns of “risk-free” U.S. Treasury instruments available during the year in which the liability was incurred. At June 25, 2010, the weighted average rate was 5.1%. The claim payments are made and the corresponding reimbursements from our insurance carriers are received over a weighted average period of approximately 18.5 years. The discounted workers’ compensation reserve for excess claims and the corresponding receivable for the insurance on excess claims were $25.9 million and $24.7 million as of June 25, 2010 and December 25, 2009, respectively.

Two of the workers’ compensation insurance companies (“Troubled Insurance Companies”) with which we formerly did business are in liquidation and have failed to pay a number of excess claims to date. These excess claims have been presented to the state guaranty funds of the states in which the claims originated. Certain of these excess claims have been rejected by the state guaranty funds due to statutory eligibility limitations. We have recorded a valuation allowance against the insurance receivable to reflect amounts that may not be realized. Our valuation allowance against receivables from Troubled Insurance Companies as of June 25, 2010 and December 25, 2009 is $7.3 million and $6.8 million, respectively.

Our total discounted workers’ compensation claims reserves were $187.0 million and $189.5 million as of June 25, 2010 and December 25, 2009, respectively. Workers’ compensation expense totaling $10.4 million and $6.8 million was recorded for the thirteen weeks ended June 25, 2010 and June 26, 2009, respectively. Workers’ compensation expense totaling $18.3 million and $15.7 million was recorded for the twenty-six weeks ended June 25, 2010 and June 26, 2009, respectively.

COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES

NOTE 7: COMMITMENTS AND CONTINGENCIES

Revolving credit facility

We have a credit agreement with Wells Fargo Capital Finance (fomerly known as Wells Fargo Foothill, LLC) and Bank of America, N.A. for a secured revolving credit facility of up to a maximum of $80 million (the “Revolving Credit Facility”). The Revolving Credit Facility expires in June 2012. As of June 25, 2010, the maximum $80 million was available under the Revolving Credit Facility and $13.7 million of letters of credit have been issued against the facility, leaving an unused portion of $66.3 million.

The Revolving Credit Facility requires that we maintain liquidity in excess of $30 million. The liquidity level is defined as the amount we are entitled to borrow under the Revolving Credit Facility plus the amount of cash and cash equivalents held in accounts subject to a control agreement benefiting the lenders. We are required to satisfy a fixed charge coverage ratio in the event that liquidity falls below $30 million. The amount we were entitled to borrow at June 25, 2010 was $66.3 million and the amount of cash and cash equivalents under control agreements was $142.8 million for a total of $209.1 million, which was in excess of our $30 million liquidity requirement. We are currently in compliance with all covenants related to the Revolving Credit Facility.

 

Obligations under the Revolving Credit Facility are secured by substantially all of our domestic personal property and our headquarters located in Tacoma, Washington.

Workers’ compensation commitments

Our insurance carriers and certain state workers’ compensation programs require us to collateralize a portion of our workers’ compensation obligation, for which they become responsible should we become insolvent. The collateral typically takes the form of cash and cash-backed instruments, letters of credit, and/or surety bonds. The letters of credit bear fixed annual fees of 2.5%. Our surety bonds are issued by independent insurance companies on our behalf and bear annual fees based on a percentage of the bond, which are determined by each independent surety carrier but do not exceed 2.0% of the bond amount, subject to a minimum charge. The terms of these bonds are subject to review and renewal every one to four years and most bonds can be canceled by the sureties with as little as 60 days notice.

At June 25, 2010 and December 25, 2009 we had provided our insurance carriers and certain states with commitments in the form and amounts listed below (in millions):

 

     June 25,
2010
   December 25,
2009

Cash collateral held by insurance carriers

   $ 106.0    $ 112.3

Letters of credit (1)

     17.8      20.6

Surety bonds (2)

     17.5      17.9
             

Total collateral commitments

   $ 141.3    $ 150.8
             

 

(1)

Letters of credit include $13.7 million and $14.0 million issued under our Revolving Credit Facility and $4.1 million and $6.6 million issued by another financial institution at June 25, 2010 and December 25, 2009, respectively.

(2)

We had $3.0 million and $3.8 of restricted cash collateralizing our surety bonds at June 25, 2010 and December 25, 2009, respectively.

Legal contingencies and developments

We are involved in various proceedings arising in the normal course of conducting business. We believe the amounts provided in our financial statements are adequate in consideration of the probable and estimable liabilities. The resolution of those proceedings is not expected to have a material effect on our results of operations or financial condition.

STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION

NOTE 8: STOCK-BASED COMPENSATION

Stock-based compensation includes expense charges for all stock-based awards to employees and directors. Such awards include restricted stock awards, performance share units, stock options, and shares purchased under an employee stock purchase plan (“ESPP”).

Total stock-based compensation expense was (in millions):

 

     Thirteen weeks ended    Twenty-six weeks ended
     June 25,
2010
   June 26,
2009
   June 25,
2010
   June 26,
2009

Restricted stock and performance share units expense

   $ 1.3    $ 1.1    $ 3.2    $ 3.2

Stock option expense

     0.2      0.3      0.6      0.6

ESPP expense

     —        0.1      0.1      0.2
                           

Total stock-based compensation

   $ 1.5    $ 1.5    $ 3.9    $ 4.0
                           

Restricted stock and performance share units

Restricted stock is granted to officers and key employees and vests annually over periods ranging from three to four years. Restricted stock granted to our directors vests immediately. Restricted stock-based compensation expense is calculated based on the grant-date market value. We recognize compensation expense on a straight-line basis over the vesting period for the awards that are expected to vest.

In February 2010, the Compensation Committee awarded performance share units under the 2005 Long-term Equity Incentive Plan to certain executives. Vesting of the performance share units is contingent upon the Company’s achievement of revenue and profitability goals at the end of each three-year performance period. Compensation expense, based on the estimated performance payout, is recognized ratably over the performance period. Our estimate of the performance payout is reviewed and adjusted as appropriate each quarter.

 

Restricted stock and performance share units activity was (shares in thousands):

 

     Twenty-six weeks ended
June 25, 2010
     Shares     Price (1)

Nonvested at beginning of period

   869      $ 12.74

Granted

   240      $ 14.62

Vested

   (286   $ 14.19

Forfeited

   (20   $ 12.44
        

Nonvested at the end of the period

   803      $ 12.97
        

 

(1)

Weighted average market price on grant date.

As of June 25, 2010, total unrecognized stock-based compensation expense related to non-vested restricted stock was approximately $8.5 million, which is expected to be recognized over a weighted average period of 1.6 years through 2014. As of June 25, 2010, total unrecognized stock-based compensation expense related to performance share units was approximately $1.7 million of which $1.1 million is currently estimated to be recognized through 2013.

Stock options

We have stock option and incentive plans for directors, officers, and certain employees, which provide for nonqualified stock options and incentive stock options.

Stock option activity follows (shares in thousands):

 

     Twenty-six weeks ended
June 25, 2010
     Shares     Price (1)

Outstanding, December 25, 2009

   1,081      $ 15.32

Granted

   63      $ 14.56

Exercised

   (10   $ 9.27

Expired/Forfeited

   (2   $ 11.94
        

Outstanding, June 25, 2010

   1,132      $ 15.56
        

Exercisable, June 25, 2010

   622     

Options expected to vest, June 25, 2010

   495     

 

(1)

Weighted average exercise price.

 

A summary of the weighted average assumptions and results for options granted during the periods presented is as follows:

 

     Twenty-six weeks ended  
     June 25,
2010
    June 26,
2009
 

Expected life (in years)

     3.36        3.35   

Expected volatility

     59.6     53.0

Risk-free interest rate

     1.3     1.4

Expected dividend yield

     0.0     0.0

Weighted average fair value of options granted during the period

   $ 6.24      $ 3.52   

As of June 25, 2010, total unrecognized stock-based compensation expense related to non-vested stock options was approximately $0.8 million, which is expected to be recognized over a weighted average period of 1.4 years through 2012.

Employee stock purchase plan

Under the 1996 Employee Stock Purchase Plan (“1996 ESPP”), 1.9 million shares of common stock have been reserved for purchase, of which 1.7 million shares have been purchased. During the twenty-six weeks ended June 25, 2010 and June 26, 2009, participants purchased 39,000 and 83,000 shares in the 1996 ESPP for cash proceeds of $0.4 million and $0.5 million, respectively. On May 12, 2010, our shareholders approved the 2010 Employee Stock Purchase Plan (“2010 ESPP”). Effective July 1, 2010, ESPP purchases will be made from the 1,000,000 shares reserved for purchase in the 2010 ESPP and no further purchases will be made pursuant to the 1996 ESPP.

INCOME TAXES
INCOME TAXES

NOTE 9: INCOME TAXES

The effective tax rate was 26.9% and 18.8% respectively, for the thirteen and twenty-six weeks ended June 25, 2010. During the quarter ended June 25, 2010, we recognized $1.3 million in tax benefit related to the favorable development of a prior period tax matter. The principal difference between the statutory federal income tax rate of 35% and our effective income tax rate, excluding the recognition of non-recurring benefits, results from state and foreign income taxes, federal tax credits, and certain non-deductible expenses. As of June 25, 2010 and December 25, 2009, we had unrecognized tax benefits of $2.0 million and $1.8 million, respectively.

NET INCOME (LOSS) PER SHARE
NET INCOME (LOSS) PER SHARE

NOTE 10: NET INCOME (LOSS) PER SHARE

Adjusted net income (loss) and diluted common shares were calculated as follows (in millions except per share amounts):

 

     Thirteen weeks ended    Twenty-six weeks ended  
     June 25,
2010
   June 26,
2009
   June 25,
2010
   June 26,
2009
 

Net income (loss)

   $ 7.9    $ 3.7    $ 5.7    $ (1.6
                             

Weighted average number of common shares used in basic net loss per common share

     43.2      42.8      43.2      42.8   

Dilutive effect of outstanding stock options and non-vested restricted stock

     0.3      0.1      0.2      —     
                             

Weighted average number of common shares used in diluted net loss per common share

     43.5      42.9      43.4      42.8   
                             

Net income (loss) per common share:

           

Basic

   $ 0.18    $ 0.09    $ 0.13    $ (0.04

Diluted

   $ 0.18    $ 0.09    $ 0.13    $ (0.04

Antidilutive stock options and other

     0.9      1.7      0.7      1.9   

Basic net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted net income (loss) per share is calculated by dividing net income (loss) by the weighted average number of common shares and potential common shares outstanding during the period. Potential common shares include the dilutive effects of outstanding options and non-vested restricted stock except where their inclusion would be antidilutive.

 

Antidilutive shares associated with our stock options relate to those stock options with a grant price higher than the average market value of our stock during the periods presented. Antidilutive shares also include in-the-money options and unvested restricted stock for which the sum of the assumed proceeds, including unrecognized compensation expense, exceeds the average stock price during the periods presented. For the twenty-six weeks ended June 26, 2009, we incurred a net loss of $1.6 million. A net loss causes all outstanding stock options and restricted share awards to be antidilutive (that is, the potential dilution would decrease the loss per share). As a result, the basic and dilutive losses per common share are the same for the twenty-six weeks ended June 26, 2009.